Westfield/OMN/URW Demerger

On June 7, 2018,  Westfield transferred all its shares in One Market to its to holders of stapled securities in the Westfield Group.

Also on that date, the Westfield Group exchanged all stapled ecurities for stapled securities (CDIs in Unibail-Rodamco, in addition to making a cash settlement to shareholders based on their shareholding.


On 8 June 2018, Westfield Corporation delisted from the ASX.


Demergers of this kind have capital gains tax consequences.

The ATO has published information for affected securities holders at

http://law.ato.gov.au/atolaw/print.htm?DocID=CLR%2FCR201831%2FNAT%2FATO%2F00001&PiT=99991231235958&Life=20180704000001-99991231235959.


Mclowd™ users affected by this Demerger should seek advice on the tax implications and on whether or not it is appropriate for Trustees to claim CGT Rollover.

This guide is intended to assist Mclowd™ users to correctly record the details of this Demerger and ensure that Mclowd™ correctly updates income, resulting tax obligations, and new asset holdings resulting from this Corporate Action.


Log in to Mclowd™ and select the ASSETS Tab. Click the CORPORATE ACTIONS button.




From the Corporate Actions menu, select the DEMERGERS button.


Mclowd displays a list of supported Demergers. Click WFD/OMN/URW.



Mclowd™ displays the Dermerger – WFD/OMN/URW screen, listing a series of five steps and noting, at Step 2, your current Asset Shares Data.



Check that the holding details are correct.


Assemble all the information you will need:

  • Copies of the advices you received from Westfield Corporation, One Market and Unibail-Rodamco-Westfield noting the number of Westfield units surrendered and the number of shares in One Market and URW issued to you.
  • A record of the payment you received from Westfield Corporation in early June. (You should have received a lump sum payment. You need to know the exact amount.


Downloading the ATO Calculator

This Demerger was a complex transaction and calculation of the applicable taxes has been facilitated by the Australian Taxation Office supplying a special calculator in the form of an Excel spreadsheet. Mclowd™ utilizes the information this calculator supplies to facilitate correct recording of the transaction for affected users.


You should download the ATO calculator now.


Click the link under the title Demerger – WFD/OMN/URW.



The link opens a page displaying instructions for using the calculator.



Click the green Westfield Group 2018 calculator button to start the download. Save the spreadsheet and open it in Excel or a compatible spreadsheet application.


Open the calculator.


If the Spreadsheet is locked, click the ENABLE EDITING link at the top to begin editing.




If you have multiple holdings of Westfield units, acquired at different times, you will need to go through the steps in Mclowd™ repeatedly — once for each holding you acquired. You cannot combine holdings purchased at different times.

Also, please note that Corporate Actions must be processed in the order they occurred. Processing out of order will result in errors in your data.




Filling out the Calculator

  1. Start by entering your Fund name
  2. Enter the date you acquired your Westfield units. This should be noted in Step 2 on the Mclowd™ screen.
  3. Enter the acquisition date, number of securities acquired, and purchase price (per unit, including transaction costs.
  4. All of that information should be displayed in Step 2 on the Mclowd™ screen.
  5. The calculator will compute and display the Total Purchase Price. Verify that it is correct and matches the figure shown in Mclowd.



Next, select whether or no you wish the CGT rollover concession to apply.


The calculator will now compute your CGT gains/losses on Westfield stapled securities and should display the numbers of One Market shares and URW CDIs issued to you.

Compare with the advices you received to verify.


Transferring the Data to Mclowd

Fields in the upper section of Step 3 in Mclowd™ should be pre-populated.


In the lower portion of Step 3, Mclowd™ displays One Market demerged totals:


The date of your Westfield securities purchase should appear in the top (white) row, and the date 7/6/2018 in both Purchase Date and CGT Acquisition Date on the second (blue) row.

Check the Total Cost Base and Units figures in the second row carefully. They should match the figures in the ATO calculator at C29 and C30.



Proceed to Step 4.

Mclowd™ should have pre-populated the fields. Check that the bank account is the account to which the cash payment from Westfield was deposited. Amend if necessary.


Proceed to Step 5.

Select whether or not Roll Over Relief applies, based on your choice in the ATO calculator.


Now compare the remainder of the information in Mclowd™ to that in the ATO Calculator.




You may need to scroll to the bottom of the Mclowd™ screen and select Manual Override if the values in Mclowd™ do not match the referenced ATO fields.





Change to Yes if necessary.







Check your figures very carefully. Once saved, this transaction cannot be reversed.


Check your figures very carefully. Once saved, this transaction cannot be reversed.



When you are certain the values are all correct, scroll to below the Manual Overrides panel and click the SAVE button.

Mclowd™ displays a final warning.




Click OK to save.


Be sure to also save the Calculator Spreadsheet for verification and audit purposes.


Inspecting the Results


If you go to your Assets list, you should now see URW and OMN in your list of direct equities, showing the number of shares issued to your Fund.

The number of shares in URW should match the figure shown at K30 (Total CDIs) in the calculator. The number of shares in OMN should match the number shown at C30 in the calculator.

Capitalised Cost of OMN should match the figure at C28 in the calculator.

Capitalised Cost of URW should match the figure at H29 in the calculator.


Mclowd™ will now show your capital gain/loss on these shares.


If you move to Accounting and inspect Account 4-1080-01 Gain on Sale Other for the 2017-8 financial year, you should see the capital gain resulting from this Demerger. Or, if your Fund made a capital loss on this sale, it should show in 5-1085-01 Loss on Sale Other.



Print a Capital Gains Report for 2017-8 and the Gain or Loss should be shown.


Processing Multiple Holdings


If you have multiple holdings purchased at different times, begin entering the next holding.


Repeat the steps from Step 2 under Filling Out the Calculator above to process each new holding in turn until all disposals and acquisitions have been recorded.

When you select a new holding in Step 2, the subsequent steps are loaded fresh from the database with that holdings parcel and demerger details. You can then proceed to verity the data calculated by Mclowd in the same manner that you did for the first holding.